PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

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PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS 1027, 10 th Floor, ROOTS TOWER Laxmi Nagar, Delhi-110092 Ph.- 011-43026850, 43026851, 9811211929 Email: [email protected], [email protected] INDEPENDENT AUDITORS’ REPORT To the Board of Directors of Pay With Indiamart Private Limited Opinion We have audited the condensed standalone i nterim financial statements of Pay With Indiamart Private Limited (the Company), which comprise the condensed standalone balance sheet as at 30 June 2021, and the condensed standalone statement of profit and loss (including other comprehensive income) for the quarter and year-to-date period then ended, condensed standalone statement of changes in equity and condensed standalone statement of cash flows for the year-to-date pe riod then ended, and notes to the condensed standalone i nterim financial statements, including a summary of the significant accounting policies and other explanatory information, as required by Indian Accounting Standard (Ind AS) 34 “Interim Financial Reporting” and other accounting principles generally accepted in India In our opinion and to the best of our information and according to the explanations given to us, the aforesaid condensed standalone i nterim financial statements give a true and fair view in conformity with Ind AS 34 and other accounting principles generally accepted in India, of the state of affairs of the Company as at 30 June 2021, and profit/loss and other comprehensive income for the quarter and year-to-date period then ended, changes in equity and its cash flows for the year-to-date period ended on that date. Basis for Opinion We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section 143(10) of the Companies Act, 2013 (“Act”). Our responsibilities under those Standards are further described in the Auditor’s Responsibilities for the Audit of the Condensed Standalone Interim Financial Statements section of our report. We are independent of the Company in accordance with the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical requirements that are relevant to our audit of the condensed standalone interim financial statements under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our other ethical responsibilities in accordance with these requirements and the Code of Ethics. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Management's Responsibility for the Condensed Standalone Interim Financial Statements The Company’s management a n d Board of Directors are responsible for the preparation of these condensed standalone interim financial statements that give a true and fair view of the state of affairs, profit/loss and other comprehensive income, changes in equity and cash flows of the Company in accordance with Ind AS 34 prescribed under section 133 of the Act and other accounting principles generally accepted in India. This responsibility also includes maintenance of adequate accounting records in accordance with the provisions of the Act for safeguarding of the assets of the

Transcript of PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

Page 1: PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS 1027, 10th Floor, ROOTS TOWER

Laxmi Nagar, Delhi-110092

Ph.- 011-43026850, 43026851, 9811211929 Email: [email protected], [email protected]

INDEPENDENT AUDITORS’ REPORT

To the Board of Directors of Pay With Indiamart Private Limited

Opinion

We have audited the condensed standalone interim financial statements of Pay With Indiamart

Private Limited (“the Company”), which comprise the condensed standalone balance sheet as at 30

June 2021, and the condensed standalone statement of profit and loss (including other comprehensive

income) for the quarter and year-to-date period then ended, condensed standalone statement of

changes in equity and condensed standalone statement of cash flows for the year-to-date period

then ended, and notes to the condensed standalone interim financial statements, including a

summary of the significant accounting policies and other explanatory information, as required by

Indian Accounting Standard (Ind AS) 34 “Interim Financial Reporting” and other accounting

principles generally accepted in India

In our opinion and to the best of our information and according to the explanations given to us, the

aforesaid condensed standalone interim financial statements give a true and fair view in conformity

with Ind AS 34 and other accounting principles generally accepted in India, of the state of affairs of

the Company as at 30 June 2021, and profit/loss and other comprehensive income for the quarter and

year-to-date period then ended, changes in equity and its cash flows for the year-to-date period ended

on that date.

Basis for Opinion

We conducted our audit in accordance with the Standards on Auditing (SAs) specified under section

143(10) of the Companies Act, 2013 (“Act”). Our responsibilities under those Standards are further

described in the Auditor’s Responsibilities for the Audit of the Condensed Standalone Interim

Financial Statements section of our report. We are independent of the Company in accordance with

the Code of Ethics issued by the Institute of Chartered Accountants of India together with the ethical

requirements that are relevant to our audit of the condensed standalone interim financial statements

under the provisions of the Companies Act, 2013 and the Rules thereunder, and we have fulfilled our

other ethical responsibilities in accordance with these requirements and the Code of Ethics. We

believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for

our opinion.

Management's Responsibility for the Condensed Standalone Interim Financial

Statements

The Company’s management a n d Board of Directors are responsible for the preparation of these

condensed standalone interim financial statements that give a true and fair view of the state of affairs,

profit/loss and other comprehensive income, changes in equity and cash flows of the Company in

accordance with Ind AS 34 prescribed under section 133 of the Act and other accounting principles

generally accepted in India. This responsibility also includes maintenance of adequate accounting

records in accordance with the provisions of the Act for safeguarding of the assets of the

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Company and for preventing and detecting frauds and other irregularities; selection and application

of appropriate accounting policies; making judgments and estimates that are reasonable and

prudent; and design, implementation and maintenance of adequate internal financial controls

that were operating effectively for ensuring the accuracy and completeness of the accounting records,

relevant to the preparation and presentation of the condensed standalone interim financial statements

that give a true and fair view and are free from material misstatement, whether due to fraud or error.

In preparing the condensed standalone interim financial statements, management and Board of

Directors are responsible for assessing the Company’s ability to continue as a going concern,

disclosing, as applicable, matters related to going concern and using the going concern basis of

accounting unless management either intends to liquidate the Company or to cease operations, or has

no realistic alternative but to do so.

Board of Directors are also responsible for overseeing the Company’s financial reporting process.

Auditor’s Responsibilities for the Audit of the Condensed Standalone Interim Financial

Statements

Our objectives are to obtain reasonable assurance about whether the condensed standalone interim

financial statements as a whole are free from material misstatement, whether due to fraud or error, and

to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of

assurance, but is not a guarantee that an audit conducted in accordance with SAs will always detect a

material misstatement when it exists. Misstatements can arise from fraud or error and are considered

material if, individually or in the aggregate, they could reasonably be expected to influence the

economic decisions of users taken on the basis of these condensed standalone interim financial

statements.

As part of an audit in accordance with SAs, we exercise professional judgment and maintain

professional skepticism throughout the audit. We also:

Identify and assess the risks of material misstatement of the condensed standalone interim financial

statements, whether due to fraud or error, design and perform audit procedures responsive to those

risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion.

The risk of not detecting a material misstatement resulting from fraud is higher than for one

resulting from error, as fraud may involve collusion, forgery, intentional omissions,

misrepresentations, or the override of internal control.

Obtain an understanding of internal control relevant to the audit in order to design audit procedures

that are appropriate in the circumstances.

Evaluate the appropriateness of accounting policies used and the reasonableness of accounting

estimates and related disclosures made by management.

Conclude on the appropriateness of management’s use of the going concern basis of accounting

and, based on the audit evidence obtained, whether a material uncertainty exists related to events or

conditions that may cast significant doubt on the Company’s ability to continue as a going concern.

If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s

report to the related disclosures in the condensed standalone interim financial statements or, if such

disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence

obtained up to the date of our auditor’s report. However, future events or conditions may cause the

Company to cease to continue as a going concern.

Evaluate the overall presentation, structure and content of the condensed standalone interim

financial statements, including the disclosures, and whether the condensed standalone interim

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financial statements represent the underlying transactions and events in a manner that achieves fair

presentation.

We communicate with those charged with governance regarding, among other matters, the planned

scope and timing of the audit and significant audit findings, including any significant deficiencies in

internal control that we identify during our audit.

We also provide those charged with governance with a statement that we have complied with relevant

ethical requirements regarding independence, and to communicate with them all relationships and

other matters that may reasonably be thought to bear on our independence, and where applicable,

related safeguards.

For Pankaj Priti and Associates

Chartered Accountants

(Firm's Registration No. 016461N)

Pankaj Jain

Place: Delhi Partner

Date:21/07/2021 (Membership No. 095412)

UDIN: 21095412AAAADB9539

PANKAJ KUMAR JAIN

Digitally signed by PANKAJ KUMAR JAIN Date: 2021.07.21 18:33:16 +05'30'

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Pay With Indiamart Private Limited

Condensed Interim Balance Sheet as at 30 June 2021

As at As at

Notes 30 June 2021 31 March 2021

Current assets

(i) Investments 4 13,158 12,979

(ii) Cash and cash equivalents 5 25,535 26,150

(iv) Others financial assets 6 7,844 6,735

Other current assets 7 2,199 2,123

Current tax assets 13 20 11

Total current assets 48,756 47,998

48,756 47,998

8

Equity share capital 1,000 1,000

Other equity 7,510 7,687

8,510 8,687

Liabilities

Borrowings 9 35,054 33,866

35,054 33,866

(i) Trade payables 10(a) total outstanding dues of micro enterprises and small enterprises - - (b) total outstanding dues of creditors other than micro enterprises and small enterprises 113 151

(ii) Other financial liabilities 11 5,035 5,255

12 44 39

5,192 5,445

40,246 39,311

48,756 47,998

Summary of significant accounting policies 2

The accompanying notes are an integral part of the condensed interim financial statements.

As per our report of even date

For Pankaj Priti & Associates For and on behalf of the Board of DirectorsChartered Accountants Pay With Indiamart Private LimitedICAI Firm Registration No. 016461N

Per Pankaj Jain Praveen Kumar Goel Shrawan Kumar SharmaPartner (Director) (Director)Membership No.: 095412 DIN- 03604600 DIN- 07043379

Place: New Delhi Place: Delhi

Date: 21 July 2021 Date: 21 July 2021

Total non-current liabilities

Total liabilities

Current liabilities

Financial liabilities

Other current liabilities

Total current liabilities

Total equity and liabilities

(Amounts in INR "Thousands" , unless otherwise stated)

Assets

Financial assets

Total assets

Equity

Total equity

Non-current liabilitiesFinancial liabilities

Equity and liabilities

PRAVEEN KUMAR GOEL

Digitally signed by PRAVEEN KUMAR GOEL DN: c=IN, o=Personal, 2.5.4.20=e3921dfd537d3029b04252965a081f2a1880c121c130ee5fc7723910bf525cc0, postalCode=110091, st=DELHI, serialNumber=66f57177891228eda4efb52e9974afa6a6fb6ab276b17889f6f70abf26c7f10b, cn=PRAVEEN KUMAR GOEL, l=EAST DELHI, title=0104, pseudonym=010420210524165824296, [email protected] Date: 2021.07.21 18:10:00 +05'30'

SHRAWAN KUMAR SHARMA

Digitally signed by SHRAWAN KUMAR SHARMA Date: 2021.07.21 18:17:52 +05'30'

PANKAJ KUMAR JAIN

Digitally signed by PANKAJ KUMAR JAIN Date: 2021.07.21 18:30:58 +05'30'

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Condensed Interim Statement of Profit and Loss for the period ended 30 June 2021

Notes For the period ended For the period ended

30 June 2021 30 June 2020

14 6,820 5,483

15 181 453

7,001 5,936

16 1,188 994

17 5,990 4,778

7,178 5,772

(177) 164

Current tax 20 - 69 Total tax expense - 69

(177) 95

Items that pill not be reclassified to profit or loss in subsequent periods

Re-measurement gains/(losses) on defined benefit plans - -

Income tax effect - -

- -

Other comprehensive income for the period, net of tax - -

(177) 95

18

(1.77) 0.95

(1.77) 0.40

Summary of significant accounting policies 2

The accompanying notes are an integral part of the condensed interim financial statements.

As per our report of even date

For Pankaj Priti & Associates For and on behalf of the Board of DirectorsChartered Accountants Pay With Indiamart Private LimitedICAI Firm Registration No. 016461N

Per Pankaj Jain Praveen Kumar Goel Shrawan Kumar SharmaPartner (Director) (Director)

Membership No.: 095412 DIN- 03604600 DIN- 07043379

Place: New Delhi Place: Delhi

Date: 21 July 2021 Date: 21 July 2021

Basic Profit/(loss) per equity share

Diluted Profit/(loss) per equity share

Other expenses

Total expenses

Total comprehensive Profit/(loss) for the period

Earnings per equity share:

Profit/(loss) before tax

Income tax expense

Profit/(loss) for the period

Other comprehensive income (OCI)

Finance costs

Other income

Total income

Pay With Indiamart Private Limited

(Amounts in INR "Thousands" , unless otherwise stated)

Expenses:

Income:

Revenue from operations

PRAVEEN KUMAR GOEL

Digitally signed by PRAVEEN KUMAR GOEL DN: c=IN, o=Personal, 2.5.4.20=e3921dfd537d3029b04252965a081f2a1880c121c130ee5fc7723910bf525cc0, postalCode=110091, st=DELHI, serialNumber=66f57177891228eda4efb52e9974afa6a6fb6ab276b17889f6f70abf26c7f10b, cn=PRAVEEN KUMAR GOEL, l=EAST DELHI, title=0104, pseudonym=010420210524165824296, [email protected] Date: 2021.07.21 18:10:19 +05'30'

SHRAWAN KUMAR SHARMA

Digitally signed by SHRAWAN KUMAR SHARMA Date: 2021.07.21 18:18:21 +05'30'

PANKAJ KUMAR JAIN

Digitally signed by PANKAJ KUMAR JAIN Date: 2021.07.21 18:31:28 +05'30'

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Pay With Indiamart Private Limited

Condensed Interim Statement of Cash Flows for the period ended 30 June 2021

(Amounts in INR "Thousands" , unless otherwise stated)

Particulars For the period ended

30 June 2021 For the period ended

30 June 2020

Profit/(Loss) before tax (177) 164

Adjustments for:

Interest expense 1,188 994

Fair value gain on financial assets measured at fair value through profit and loss (180) (453)

Operating Profit/(loss) before working capital changes 831 705

Movement in working capital

(Increase)/Decrease in other financial assets (1,108) (4,172)(Increase)/Decrease in other current assets (75) 112 Increase/(Decrease) in other liabilities 4 (25)

Increase/(Decrease) in other financial liabilities (220) 5,125

Increase/(Decrease) in trade and other payables (38) 99

Cash generated/(used) from operations (606) 1,844 Direct taxes paid/ (refund) (9) (4)

Net cash generated/(used) in operating activities (615) 1,840

Cash flow from investing activities

Investment in mutual funds - -

Redemption of mutual funds - 5,000

Net cash generated/(used) in investing activities - 5,000

Cash flow from financing activities

Issue of preference share capital - -

Net cash generated from financing activities - -

Net (decrease) / increase in cash and cash equivalents (615) 6,840

Cash and cash equivalents at the beginning of the year 26,150 11,622 Cash and cash equivalents at the end of the period 25,535 18,462 Components of cash and cash equivalents

Balances with banks:

- On current/ nodal accounts 25,535 18,462

Total cash and cash equivalents (note 5) 25,535 18,462

The accompanying notes are an integral part of the condensed interim financial statements.

As per our report of even date

For Pankaj Priti & Associates For and on behalf of the Board of DirectorsChartered Accountants Pay With Indiamart Private LimitedICAI Firm Registration No. 016461N

Per Pankaj Jain Praveen Kumar Goel Shrawan Kumar SharmaPartner (Director) (Director)Membership No.: 095412 DIN- 03604600 DIN- 07043379

Place: New Delhi Place: DelhiDate: 21 July 2021 Date: 21 July 2021

PRAVEEN KUMAR GOEL

Digitally signed by PRAVEEN KUMAR GOEL DN: c=IN, o=Personal, 2.5.4.20=e3921dfd537d3029b04252965a081f2a1880c121c130ee5fc7723910bf525cc0, postalCode=110091, st=DELHI, serialNumber=66f57177891228eda4efb52e9974afa6a6fb6ab276b17889f6f70abf26c7f10b, cn=PRAVEEN KUMAR GOEL, l=EAST DELHI, title=0104, pseudonym=010420210524165824296, [email protected] Date: 2021.07.21 18:10:39 +05'30'

SHRAWAN KUMAR SHARMA

Digitally signed by SHRAWAN KUMAR SHARMA Date: 2021.07.21 18:18:41 +05'30'

PANKAJ KUMAR JAIN

Digitally signed by PANKAJ KUMAR JAIN Date: 2021.07.21 18:31:48 +05'30'

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Pay With Indiamart Private LimitedCondensed Interim Statement of changes in equity for the period ended 30 June 2021(Amounts in INR "Thousands" , unless otherwise stated)

(a) Equity share capital (refer note 8)

Equity shares of INR 10 each issued, subscribed and fully paid up Amount As at 1 April 2020 1,000 Changes in equity share capital during the year - As at 31 March 2021 1,000

As at 1 April 2021 1,000 Changes in equity share capital during the period - As at 30 June 2021 1,000

(b) Other equity (refer note 9)

Balance as at 1 April 2020 28,100 (22,295) 5,805 Profit for the year - 773 773 Equity contribution 1,109 - 1,109 Total comprehensive income 1,109 773 1,882 Balance as at 31 March 2021 29,209 (21,522) 7,687

Balance as at 1 April 2021 29,209 (21,522) 7,687 Loss for the period - (177) (177) Total comprehensive income - (177) (177) Balance as at 30 June 2021 29,209 (21,699) 7,510

For Pankaj Priti & Associates For and on behalf of the Board of DirectorsChartered Accountants Pay With Indiamart Private LimitedICAI Firm Registration No. 016461N

Per Pankaj Jain Praveen Kumar Goel Shrawan Kumar SharmaPartner (Director) (Director)Membership No.: 095412 DIN- 03604600 DIN- 07043379

Place: New Delhi Place: DelhiDate: 21 July 2021 Date: 21 July 2021

The accompanying notes are an integral part of the condensed interim financial statements.

Total Equity portion of

OCCRPS (refer note 10)

Particulars

Reserve and SurplusRetained Earning

PRAVEEN KUMAR GOEL

Digitally signed by PRAVEEN KUMAR GOEL DN: c=IN, o=Personal, 2.5.4.20=e3921dfd537d3029b04252965a081f2a1880c121c130ee5fc7723910bf525cc0, postalCode=110091, st=DELHI, serialNumber=66f57177891228eda4efb52e9974afa6a6fb6ab276b17889f6f70abf26c7f10b, cn=PRAVEEN KUMAR GOEL, l=EAST DELHI, title=0104, pseudonym=010420210524165824296, [email protected] Date: 2021.07.21 18:11:01 +05'30'

SHRAWAN KUMAR SHARMA

Digitally signed by SHRAWAN KUMAR SHARMA Date: 2021.07.21 18:19:11 +05'30'

PANKAJ KUMAR JAIN

Digitally signed by PANKAJ KUMAR JAIN Date: 2021.07.21 18:32:09 +05'30'

Page 8: PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

PAY WITH INDIAMART PRIVATE LIMITED Notes to the condensed financial statements for the period ended 30th June 2021 (Amounts in “Thousands”)

1. Corporate Information

Pay With IndiaMart Private Limited (“the Company”) is a public company domiciled in India and was incorporated on February 07, 2017 under the provisions of the Companies Act applicable in India. The company provides services in relation to facilitation of electronics payment through internet-based solution, financial intermediation, including advisory and consultancy services for internet based payment. The registered office of the Company is located at 1st Floor, 29-Daryagang, Netaji Subash Marg New Delhi-110002, India.

The condensed interim financial statements were authorised for issue in accordance with a resolution passed by Board of Directors on 21 July 2021.

2. Significant accounting policies

Basis of preparation The condensed interim financial statements of the Company for the period ended 30th June 2021 have been prepared in accordance with Indian Accounting Standard (‘Ind AS’) notified under section 133 of the Companies Act, 2013, read together with Rule 3 of the Companies (Indian Accounting Standards) Rules, 2015 and Companies (Indian Accounting Standards) Amendment Rules, 2016 issued by the Ministry of Corporate Affairs (“MCA”). These condensed interim financial statements must be read in conjunction with the company’s last annual financial statements as at and for the year ended March 31, 2021. They do include all the information required for complete set of Ind AS financial statements. However, selected explanatory notes are included to explain events and transaction that are significant to an understanding of the changes in the Company’s financial position and performance since the last annual statements. All amounts disclosed in the condensed interim financial statements and notes have been rounded off to the nearest INR thousand as per the requirement of Schedule III, unless otherwise stated.

3. Significant accounting estimates and assumptions

The preparation of condensed interim financial statements in conformity with Ind AS requires the management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities and the disclosure of contingent liabilities, at the end of the reporting period. Although these estimates are based on the management’s best knowledge of current events and actions, uncertainty about these assumptions and estimates could result in the outcomes requiring a material adjustment to the carrying amounts of assets or liabilities in future periods. Therefore, actual results could differ from these estimates.

Fair value measurement

The Company measures financial instruments, such as Investment in optionally convertible cumulative redeemable preference shares (OCCRPS), Investment in mutual funds at fair value at each balance sheet date.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value measurement is based on the presumption that the transaction to sell the asset or transfer the liability takes place either:

(i) In the principal market for the asset or liability, or (ii) In the absence of a principal market, in the most advantageous market for the asset or liability

The principal or the most advantageous market must be accessible by the Company.

The fair value of an asset or a liability is measured using the assumptions that market participants would use when pricing the asset or liability, assuming that market participants act in their best economic interest.

A fair value measurement of a non-financial asset takes into account a market participant's ability to generate economic benefits by using the asset in its highest and best use or by selling it to another market participant that would use the asset in its highest and best use.

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PAY WITH INDIAMART PRIVATE LIMITED Notes to the condensed financial statements for the period ended 30th June 2021 (Amounts in “Thousands”) The Company uses valuation techniques that are appropriate in the circumstances and for which sufficient data are available to measure fair value, maximising the use of relevant observable inputs and minimising the use of unobservable inputs.

All assets and liabilities for which fair value is measured or disclosed in the condensed interim financial statements are categorised within the fair value hierarchy, described as follows, based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety:

(i) Level 1 — Quoted (unadjusted) market prices in active markets for identical assets or liabilities (ii) Level 2 — inputs, other than quoted prices included withi20n Level 1, that are observable for the

asset or liability, either directly or indirectly; and (iii) Level 3 — Unobservable inputs for the asset or liability reflecting Company’s assumptions about

pricing by market participants

For assets and liabilities that are recognised in the condensed interim financial statements on fair value on a recurring basis, the Company determines whether transfers have occurred between Levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period.

For the purpose of fair value disclosures, the Company has determined classes of assets and liabilities on the basis of the nature, characteristics and risks of the asset or liability and the level of the fair value hierarchy as explained above. This note summarises accounting policy for fair value. Other fair value related disclosures are given in the relevant note.

Disclosures for valuation methods and quantitative disclosure of fair value measurement hierarchy (Note 21)

IND AS 116 Leases

The Company has adopted Ind AS 116 'Leases' with the date of initial application being April 1, 2019. Ind AS 116 replaces Ind AS 17 – Leases and related interpretation and guidance. The standard sets out principles for recognition, measurement, presentation and disclosure of leases for both parties to a contract i.e., the lessee and the lessor. Ind AS 116 introduces a single lessee accounting model and requires a lessee to recognise assets and liabilities for all leases with a term of more than 12 months, unless the underlying asset is of low value.

A contract is lease contract that conveys the right to control the use of an identified asset if, throughout the period of use, the Company has the right to: (1) obtain substantially all of the economic benefits from the use of the identified asset and (2) direct the use of the identified asset (i.e., direct how and for what purpose the asset is used).

Therefore, the assets on which the Company did not have a substantive right/practical ability to substitute the allocated space that shall not be considered as a lease contract.

Page 10: PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

PAY WITH INDIAMART PRIVATE LIMITED Notes to the condensed financial statements for the period ended 30th June 2021 (Amounts in “Thousands”) Impact of COVID-19

The Company has taken into account all the possible impacts of COVID-19 in preparation of these financial statements, including but not limited to its assessment of, liquidity and going concern assumption, recoverable values of its financial and non-financial assets, impact on revenue and cost, impact on leases, impact on investment in subsidiaries and associates and investment in other entities. The Company has carried out this assessment based on available internal and external sources of information upto the date of approval of these financial statements and believes that the impact of COVID-19 is not material to these financial statements and expects to recover the carrying amount of its assets. The impact of COVID-19 on the financial statements may differ from that estimated as at the date of approval of these financial statements owing to the nature and duration of COVID-19.

Page 11: PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

Pay With Indiamart Private LimitedCondensed Interim Notes to financial statements for the period ended 30 June 2021(Amounts in INR "Thousands" , unless otherwise stated)

4 Current investments

Investments in mutual funds- quoted (measured at FVTPL)

No. of Units Amount No. of Units Amount

Current investments ICICI Prudential Saving Fund-Direct Plan Growth 30,924 13,158 30,924 12,979

Investments in mutual funds Total 30,924 13,158 30,924 12,979

As at As at

5 Cash and cash equivalents 30 June 2021 31 March 2021

Balance with bankBalances with banks on current accounts- On current accounts 21,165 22,615

- On nodal accounts 4,370 3,535 Total Cash and cash equivalents 25,535 26,150

Notes:Cash and cash equivalents for the purpose of cash flow statement comprise cash and cash equivalents as shown above.

As at As at

6 Other financial assets 30 June 2021 31 March 2021

Other current financial assetsCurrent (unsecured, considered good unless stated otherwise)Amount recoverable from payment gateway banks ( net of provision) 7,711 6,632

Other recoverable from customerAmount recoverable from customers 133 - Receivable from related party - 103 Total 7,844 6,735 These financial assets are measured at amortised cost.

As at As at

7 Other current assets 30 June 2021 31 March 2021

Other current assetsCurrent (Unsecured, considered good unless otherwise stated)Balances with government authorities 2,198 2,121

Prepaid expensesPrepaid expenses 1 2 Total 2,199 2,123

As at

31 March 2021

As at

30 June 2021

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Pay With Indiamart Private LimitedCondensed Interim Notes to financial statements for the period ended 30 June 2021(Amounts in INR "Thousands" , unless otherwise stated)

9 Borrowings As at As at

30 June 2021 31 March 2021

Non-currentLiability component of compound financial instrumentOptionally convertible cumulative redeemable preference shares (unsecured) 35,054 33,866 Total 35,054 33,866

Terms of conversion/ redemption of 0.01% Optionally Convertible Cumulative Redeemable Preference Share (OCCRPS)

Authorised preference share capital Number of shares Amount

At 1 April 2020 4,850,000 48,500 Increase/(Decrease) during the year - - At 31 March 2021 4,850,000 48,500

At 1 April 2021 4,850,000 48,500 Increase/(Decrease) during the period - - At 30 June 2021 4,850,000 48,500

Issued preference share capital (subscribed and fully paid up) Number of shares Amount

At 1 April 2020 2,650,000 26,500 Shares issued during the year 125,000 1,250 At 31 March 2021 2,775,000 27,750

At 1 April 2021 2,775,000 27,750 Shares issued during the period - - At 30 June 2021 2,775,000 27,750

a) Shares held by holding company Number percentage Number percentage

Indiamart Intermesh Limited 2,775,000 100% 2,775,000 100%

b)Number percentage Number percentage

Indiamart Intermesh Limited 2,775,000 100% 2,775,000 100%

10 Trade payables As at As at

30 June 2021 31 March 2021

Trade payablesCurrentOutstanding dues to micro enterprises and small enterprises - - Dues to other than MSMEDs

Related party- Relaty party ( refer note 19) - - Due to others- others 113 151

Total 113 151

11 Other financial liabilities As at As at

30 June 2021 31 March 2021Advances from customersOther advances 5,035 5,255

Total 5,035 5,255

12 Other current liabilities As at As at

30 June 2021 31 March 2021

Statutory dues-Tax deducted at source payableTax deducted at source payable 44 39 Total 44 39

As at As at

13 Tax assets and liabilities 30 June 2021 31 March 2021

Current tax assetsAdvance income tax (net of income tax provisions)Income tax assets 131 122

Less: Provision for income tax (111) (111) Total 20 11

Current tax liabilities (net)

30 June 2021

30 June 2021

Optionally Convertible Cumulative Redeemable Prefrence shares of Rs. 10 each fully paid

Optionally Convertible Cumulative Redeemable Prefrence shares of Rs. 10 each fully paid

Details of shareholders holding more than 5% preference shares in the Company 31 March 2021

The Company has issued only one class of preference shares i.e 0.01% Optionally Convertible Cumulative Redeemable Preference Shares (OCCRPS). The OCCRPS shall carry a preferential right vis-à-vis Equity Shares of the

Company with respect to payment of dividend and repayment in case of a winding up; the OCCRPS shall be participating in the surplus funds; the OCCRPS shall be participating in surplus assets and profits, on winding- up

which may remain after the entire capital has been repaid; the OCCRPS will be entitled to dividend, if declared by the Board of Directors, on cumulative basis.With effect from 22 February 2019, the Company has changed its

terms of OCCRPS to fix the tenure till 31 January 2028 and amount of redemption of preference shares to Rs. 30 per share including Rs 20 per share for premium on redemption. The OCCRPS holders have voting rights only in

respect of certain matters as per the provisions of Section 47(2) of the Companies Act 2013. The OCCRPS will be optionally convertible into equity share of the Company at 1:1 ratio at the option of the holder at the expiry of

terms on 31 January 2028 at Rs 30 per share including Rs 20 per shar for premium on redemption. Consequent to the change in redemption terms with effect from 22 February 2019 the nature is changed from fair value through

P&L to measurement through amortise cost.

31 March 2021

Page 13: PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

Pay With Indiamart Private LimitedCondensed Interim Notes to financial statements for the period ended 30 June 2021(Amounts in INR "Thousands" , unless otherwise stated)

8 Share capitalEquity share capital

Authorised equity share capital Number of shares AmountBalance as at 1 April 2020 250,000 2,500 Increase/(Decrease) during the year - - At 31 March 2021 250,000 2,500

At 1 April 2021 250,000 2,500

Increase/(Decrease) during the period - - At 30 June 2021 250,000 2,500

Issued equity share capital (subscribed and fully paid up)Number of shares Amount

Balance as at 1 April 2020 100,000 1,000 Shares issued during the year - - At 31 March 2021 100,000 1,000

At 1 April 2021 100,000 1,000

Shares issued during the period - - At 30 June 2021 100,000 1,000

a) Terms/ rights attached to equity shares:

b) Shares held by holding company

Number percentage Number percentageEquity shares of Rs. 10 each fully paidIndiamart Intermesh Limited ( including nominee shares held on behalf of IndiaMART InterMESH Limited) 100,000 100% 100,000 100%

c) Details of shareholders holding more than 5% equity shares in the Company

Number percentage Number percentageEquity shares of Rs. 10 each fully paidIndiamart Intermesh Limited ( including nominee shares held on behalf of IndiaMART InterMESH Limited) 100,000 100% 100,000 100%

d) Other equity 30 June 2021 31 March 2021

29,209 29,209

Retained earnings (21,699) (21,522)

Total other equity 7,510 7,687

Equity portion of optionally convertible cumulative redeemable preference shares (refer note 10)

31 March 2021

1) The Company has only one class of equity shares having a par value of Rs. 10 per share. Each holder of equity is entitled to one vote per share.2) In event of liquidation of the Company, the holders of equity shares would be entitled to receive remaining assets of the Company, after distribution of all preferential amounts. The

distribution will be in proportion to the number of equity shares held by the shareholders.

31 March 202130 June 2021

30 June 2021

Page 14: PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

Pay With Indiamart Private LimitedCondensed Interim Notes to financial statements for the period ended 30 June 2021(Amounts in INR "Thousands", unless otherwise stated)

For the period ended For the period ended

14 Revenue from operations 30 June 2021 30 June 2020

Sale of servicesIncome from web servicesIncome from Services 6,820 5,483

Total 6,820 5,483

For the period ended For the period ended

15 Other income 30 June 2021 30 June 2020Interest income

Interest income

Interest income on others- others 1 -

Fair value gain on financial assets measured at FVTPLNet gain on disposal of current investments-Investment in mutual funds 180 453 Fair value gain on financial assets measured at fair value through profit and lossTotal 181 453

For the period ended For the period ended16 Finance costs 30 June 2020

30 June 2021

Interest on Optionally convertible redeemable preference shares (OCRPS)Interest expense on financial liability measured at amortised cost 1,188 994 Total 1,188 994

For the period ended For the period ended

17 Other expenses 30 June 2021 30 June 2020

Legal and professional fees 124 122 Referral fees 976 818 Auditor's remuneration 17 15 Collection charges 4,866 3,829

Allowances for doubtful debts and advancesAllowances/( Reversal) for doubtful debts (including bad debts) 7 (6) Total 5,990 4,778

18 Earnings per share

For the period ended For the period ended

30 June 2021 30 June 2020

Profit/(loss) for the period (177) 95 Interest expense on convertible preference shares 1,188 994 Adjusted Profit/(loss) for the period 1,011 1,089

Weighted average number of equity shares in calculating basic EPS 100,000 100,000 Potential equity shares in the form of convertible preference shares 2,775,000 2,650,000 Total no. of shares outstanding (including dilution) 2,875,000 2,750,000

Basic Profit/(loss) per equity share (1.77) 0.95 Diluted Profit/(loss) per equity share (1.77) 0.40

There are potential equity shares which are anti-dilutive, hence they are ignored in the calculation of diluted loss per share and accordingly the diluted loss per share is the same as basicloss per share

Since the Company does not have any contract liabilities at the reporting date; therefore, the revenue expected to be recognised in the future related to performance obligation are not disclosed

Basic EPS amounts are calculated by dividing the profit/(loss) for the period attributable to equity holders of the Company by the weighted average number of Equity shares outstanding

during the period.

Diluted EPS are calculated by dividing the profit/(loss) for the period attributable to the equity holders of the Company by weighted average number of Equity shares outstanding during

the period plus the weighted average number of equity shares that would be issued on conversion of all the dilutive potential equity shares into equity shares. The following reflects the

income and share data used in the basic and diluted EPS computations:

Particulars

Page 15: PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

Pay With Indiamart Private LimitedCondensed Interim Notes to financial statements for the period ended 30 June 2021(Amounts in INR "Thousands", unless otherwise stated)

19 Related party transactionsa) Names of related parties and related party relationship

Holding Company Indiamart Intermesh Limited

Key Management Personnel Shrawan Kumar Sharma , DirectorPraveen Kumar Goel, DirectorAmit Jain, Director

b) Related party transactions :

Particulars

Holding CompanyIssue of preference Share (incl. premium) - -

Holding CompanyReimbursement towards indemnifying cases 301 176

Holding CompanyIncome from web services 892 216 Referral fees paid 976 818

ii) The following table provides the Balance outstanding with the related parties :

Particulars

Holding CompanyAmount Recoverable - 59

Terms and conditions of transactions with related parties

20 Income tax

Income tax expense recognised in Statement of profit and loss

Particulars For the period ended 30 June 2021

For the period ended 30 June 2020

Current income taxCurrent income tax for the period - 69 Adjustments in respect of current income tax of previous period - -

- 69 Deferred taxRelating to origination and reversal of temporary differences

- - Total income tax expense - 69

For the period ended 30 June 2021

For the period ended 30 June 2020

The transactions with related parties are entered on terms equivalent to those that prevail in arm’s length transactions. There have been no guaranteesprovided or received for any related party receivables or payables. This assessment is undertaken each financial year through examining the financialposition of the related party and the market in which the related party operates.

i) The following table provides the total amount of transactions that have been entered into with the related parties during the period :

For the period ended 30 June 2021

For the period ended 30 June 2020

Page 16: PANKAJ PRITI & ASSOCIATES CharTERED ACCOUNTANTS

Pay With Indiamart Private LimitedCondensed Interim Notes to financial statements for the period ended 30 June 2021(Amounts in INR "Thousands", unless otherwise stated)

21 Financial instruments

a)

Level 30 June 2021 31 March 2021 Financial assets

a) Measured at fair value through profit or loss (FVTPL) - Investment in mutual funds Level 1 13,158 12,979

13,158 12,979 b) Measured at Amortised cost - Cash and cash equivalents 25,535 26,150

- Others financial assets 7,844 6,735 33,379 32,885

Total financial assets 46,537 45,864

Financial liabilities Measured at amortised cost - Borrowings 35,054 33,866 - Trade payables 113 151 - Other financial liabilities 5,035 5,255

40,202 39,272

Total financial liabilities 40,202 39,272

b) The following methods / assumptions were used to estimate the fair values:

22 Capital management

23 Figures for the previous periods have been regrouped/reclassified to conform to the classification of the current periods.

The accompanying notes are an integral part of the condensed interim financial statements.

As per our report of even date

For Pankaj Priti & Associates For and on behalf of the Board of DirectorsChartered Accountants Pay With Indiamart Private LimitedICAI Firm Registration No. 016461N

Per Pankaj Jain Praveen Kumar Goel Shrawan Kumar SharmaPartner (Director) (Director)Membership No.: 095412 DIN- 03604600 DIN- 07043379

Place: New Delhi Place: DelhiDate: 21 July 2021 Date: 21 July 2021

The Company reviews the capital structure on a regular basis. As part of this review, the Company considers the cost of capital, risks associated with each class of capitalrequirements and maintenance of adequate liquidity. The Company manages its capital structure and makes adjustments in the light of changes in economic environment andthe requirements of the financial covenants.

Category wise details as to carrying value, fair value and the level of fair value measurement hierarchy of the Company's financial instruments are as follows:

i) The carrying value of financial assets and liabilities measured at amortised cost approximate their fair value.

For the purpose of the Company’s capital management, capital includes issued equity capital, convertible preference shares, share premium and all other equity reserves

attributable to the equity holders of the Company. The Company manages its capital to ensure that the company will be able to continue as going concern while maximising

the return to stakeholders through the optimisation of the debt and equity balance.

The Company is neither subject to externally imposed capital requirements nor exposed to external borrowings. For the purpose of the capital management, the management

considers the borrowings pertaining to OCCRPS as part of the Capital.

ii) The fair value of non current borrowings are based on discounted cash flow using a current borrowing rate. They are classified as level 3 fair value in the fair value hierarchy due to the use of unobservable input, including own credit risk

PRAVEEN KUMAR GOEL

Digitally signed by PRAVEEN KUMAR GOEL DN: c=IN, o=Personal, 2.5.4.20=e3921dfd537d3029b04252965a081f2a1880c121c130ee5fc7723910bf525cc0, postalCode=110091, st=DELHI, serialNumber=66f57177891228eda4efb52e9974afa6a6fb6ab276b17889f6f70abf26c7f10b, cn=PRAVEEN KUMAR GOEL, l=EAST DELHI, title=0104, pseudonym=010420210524165824296, [email protected] Date: 2021.07.21 18:11:25 +05'30'

SHRAWAN KUMAR SHARMA

Digitally signed by SHRAWAN KUMAR SHARMA Date: 2021.07.21 18:19:45 +05'30'

PANKAJ KUMAR JAIN

Digitally signed by PANKAJ KUMAR JAIN Date: 2021.07.21 18:32:41 +05'30'